BY-LAWS OF THE CLEARWATER/ST. PETERSBURG SKI AND SPORTS CLUB, INC.


ARTICLE I - THE CORPORATION

1. Name of Corporation - The Clearwater/St. Petersburg Ski and Sports Club, Inc., a Florida non-profit corporation (the "Club", incorporated under Chapter 617. Florida Statutes (the “Act”), by and through its duly constituted Board of Directors, hereby adopts these bylaws for the management of the Club.

2. Duration - The duration of the Club shall be perpetual.

3. Purpose - The primary purpose of the Club is to promote the sport of snowskiing among its members, and to hold such additional club activities as approved by the Board of Directors. The Club sobriquet shall be the “Snowsharks.”

4. Not for Profit Corporation - The Club shall strictly adhere to the requirements of the Act. Specifically, without limitation, no financial profit shall ever accrue to any Club member.

5. Fiscal Year - The fiscal year of the Club shall be from June 1 of each year to May 31 of the following year.

6. Dissolution - The Club may be dissolved by
following the provisions of sections 617.1402-617.1406 of the Act.

7. Amendment - Any proposed amendments to the Articles or the By-Laws shall be initiated by the Board of Directors (the “Board”), or by written petition of 5% of the membership, and be presented in its entirety at a membership meeting. Notice shall then be sent to all members, stating the proposed amendment; that a vote on such amendment shall take place on the date stated therein, and which shall be adopted after approval by a majority of the members voting thereon. Alternatively, the Club may follow section 617.1002 of the Act.

8. Resolutions - In addition to the By-laws, the Board, by majority vote, may adopt resolutions, which shall implement the By-laws and thereby create a permanent record of the policies of the Board.

9. Registered Agent - The Board shall appoint a Registered Agent, as required by Florida Statutes.